Belden and CDT Shareholders Approve Merger to Form Belden CDT
15 Julio 2004 - 2:20PM
PR Newswire (US)
Belden and CDT Shareholders Approve Merger to Form Belden CDT CDT
Shareholders Also Approve Reverse Stock Split ST. LOUIS, and
SCHAUMBURG, Ill., July 15 /PRNewswire-FirstCall/ -- Shareholders of
Belden Inc. (NYSE:BWC) and Cable Design Technologies Corporation
(NYSE:CDT), in separate meetings today, approved the merger
transaction in which the two companies will combine. The
shareholders of CDT also approved the one-for-two reverse stock
split of CDT shares and other merger-related proposals. The
companies expect that the CDT reverse stock split and the merger
will be made effective at the close of business today. As
previously announced, the combined company will be known as Belden
CDT Inc. and will be headquartered in St. Louis, Missouri. Belden
CDT will be one of the largest U.S.-based manufacturers of
high-speed electronic cables and will focus on products for the
specialty electronics and data networking markets, including
connectivity. As a result of the reverse stock split of CDT and the
merger, each share of Belden common stock outstanding immediately
prior to the merger will be converted into one share of Belden CDT
common stock and each two shares of CDT common stock will be
converted into one share of Belden CDT common stock. Belden and CDT
expect that Belden CDT stock will begin trading on the New York
Stock Exchange tomorrow, July 16, under the new ticker symbol BDC
(NYSE:BDC). In fiscal 2003, Belden and CDT generated combined
revenue of approximately $1.1 billion, giving effect to the
discontinued operations. The market capitalization of the combined
companies approaches $1 billion based on the closing price of CDT's
common stock as of July 14, 2004. Belden CDT expects operate in 11
countries. Bryan Cressey, who will be Chairman of Belden CDT, said,
"We are extremely pleased to announce shareholder approval of this
historic merger and look forward to moving ahead as a preeminent
producer of electronic cable and connectivity products. This
transaction will allow us to recognize a significant number of
synergies and provide our customers with a broader product
portfolio. We are committed to executing a strategy that will
result in long-term growth and increased shareholder value." Baker
Cunningham, who will be the President and Chief Executive Officer
of Belden CDT, commented, "This merger will represent a
transformation of these two industry leaders and an opportunity to
incorporate the best characteristics from each company's legacy.
Belden CDT will have an enviable portfolio of electronic cable and
connectivity products, and our strong balance sheet and cash flow
provide a great deal of flexibility and the opportunity to continue
to grow." Belden and CDT also said that Belden CDT plans to locate
the offices of its Networking Division at Belden's Fort Mill, South
Carolina, facility, formerly part of Belden's North American
Communications business which was recently discontinued. No other
facility-related decisions were announced today. As Belden
previously announced, it plans to disclose on July 29 the results
of its second quarter ended June 30. Forward-Looking Statements
This release contains, in addition to statements of historical
fact, certain forward-looking statements. These forward-looking
statements involve risk and uncertainty. Actual results could
differ from those currently anticipated due to a number of factors
including those mentioned in documents filed with the SEC by both
Belden and CDT. Forward-looking statements are based on information
available to management at the time, and they involve judgments and
estimates. Factors that could cause results to differ from
expectations are discussed in Belden's Annual Report on Form 10-K
for the year ended December 31, 2003 filed with the SEC on March 4,
2004, CDT's Annual Report on Form 10-K for the year ended July 31,
2003 filed with the SEC on October 29, 2003 and CDT's Registration
Statement on Form S-4 filed with the SEC on March 24, 2004. Belden
CDT Inc. assume no responsibility to update any forward-looking
statements as a result of new information or future developments.
CONTACT: Dee Johnson, Director of Investor Relations of Belden
Inc., +1-314-854-8054 DATASOURCE: Belden Inc. CONTACT: Dee Johnson,
Director of Investor Relations of Belden Inc., +1-314-854-8054 Web
site: http://www.belden.com/
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